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stock-throwaway
searching Neon…
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stock-throwaway
3y ago
I used ChatGPT so who knows if this is true but: > For example, in a U.S. case, Associated Grocers of Maine, Inc., the Bankruptcy Court for the District of Maine ruled that federal bankruptcy law preempted a restriction on the transfer o
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stock-throwaway
3y ago
Investors don't have transfer restrictions on preferred shares!! Only employees have transfer restrictions because they have common shares. Investors can sell on secondary markets whenever they want, and for the company in question --
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stock-throwaway
3y ago
It's a theoretical question, and I'm not trying to be annoying here, just genuinely curious. If this stock is non-transferable, does that mean it has an inherent value of zero? Does that mean I can file for bankruptcy and still ke
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stock-throwaway
3y ago
A different topic entirely but: how did you find a mentor / someone to mentor? That relationship has always been curious and elusive to me
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stock-throwaway
3y ago
Here's the meat of it: """ Before shares of common stock of the corporation may Transfer to another prospective holder, such Stockholder must obtain the prior written consent of the corporation upon resolutions duly appr
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stock-throwaway
3y ago
I'm asking if anyone else has had experience with this. After talking to several credible people, apparently forward sales are not uncommon even though they do violate the contract. The reason being that (1) the company doesnt have to
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stock-throwaway
3y ago
Do you think this is common knowledge though? I'm pretty sure all YC companies have limited transferability clauses now. And with the rise of IPO-scale private fundraising, it's possible that a company can remain private literally
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stock-throwaway
3y ago
Yes, you're totally right. Trying to take this in a more constructive direction though: what happens if I go bankrupt? I have no idea how all of that works, but I can imagine a judge saying this limited transferability clause isn'
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stock-throwaway
3y ago
>> They are now worth millions of dollars on the open market > No, they aren't, because there is no open market for private company shares. I do have offers to purchase my stock. In a bygone era, I could simply instruct the co
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stock-throwaway
3y ago
I think you're assuming that all of this legalese is well-understood beforehand. I was pretty young and new to the startup scene when I joined this company. I didn't know what a 83b election is or a 409a valuation, let alone the t
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stock-throwaway
3y ago
That interesting. Ironically I did create a personal trust and they never got back to me on transferring ownership to my trust.
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stock-throwaway
3y ago
This isn't a FOFR - it's much more than that. Without pasting in the entire two pages, this sums up how locked down the language is: """ “Transfer” shall mean with respect to any security, the direct or indirect ass
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stock-throwaway
3y ago
Yes. They won't allow it because they don't want existing employees to cash out and stop working hard (or quit)...
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stock-throwaway
3y ago
I did talk to a lawyer, maybe he wasn't a good one, but my experience is that lawyers tend to be so risk-averse. He basically said "yeah, you can't sell them". On the other side, these hedge fund people say their lawyers
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stock-throwaway
3y ago
To clarify, yes I own the shares outright. I believe non-transferability clauses are common these days, ever since some shenanigans with employees selling shares ahead of the AirBnB IPO. But does it hold up in court? It seems bizarre that I
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stock-throwaway
3y ago
> Startups are risky, options aren’t a guaranteed payday, exercising is gamble, and liquidity events are regulated for a reason. Sometimes you lose money. Have we forgotten this? I spent around $100k to purchase this stock and paid tax o
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Ask HN: Have you used a forward sale to avoid stock transfer restrictions?
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stock-throwaway
3y ago
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61 comments